Litigation % ADR 2016 | Page 2

Masterclass IBERIAN LAWYER Secretaries of the board: The duty to monitor compliance Following the introduction of new rules in Spain, the role of secretary of the board is to play an increasingly pivotal role within businesses. This latest amendment of the law not only requires greater professionalism on the board of directors, but makes the old recommendations for good governance enforceable by law. February 25, 2016 The secretary of the board has overall responsibility for implementing such changes, in order to ensure that the board’s actions comply with current regulations and internal policies. Added to which, from a compliance point of view, companies are also required to protect the company against cyberattacks or data theft that might jeopardise the sustainability of the company. Therefore, secretaries of the board now need to monitor compliance from the top-down and remain vigilant about those decisions adopted within the board. Venue: Hotel Wellington Calle de Velázquez 8 28001 Madrid Time: 9.00 am -11.00 am (GMT+1) Iberian Lawyer is bringing together a group of secretaries of the board, in order to share the results of our latest research into this important role.With a focus on pertinent issues, the session seeks to address the following questions: What are the biggest challenges of the role of secretary of the board and how best to adapt the corporate culture to the new requirements? What lessons have been learnt in recent years with regards to the director’s liabilities and how have companies reacted to this new rule.c How is the duty of care is interpreted on the boards and what are the risks if they are breached? With regards to board meetings, what models allow greater effectiveness in the development of decision-making and greater compliance within the current regulations? How has the board adapted its procedures to meet the new requirements such as document management (e.g. electronic records)? Have companies a clear strategy in terms of new risks such as cyber-attacks. How can one protect the privacy and security of information against cybercrime? If you are a secretary of the board and want to book a place on this free session, please contact [email protected] In collaboration with: 24